Eichenholtz v. Brennan

International Thoroughbred Breeders (ITB) (defendant), raising money through a securities offering underwritten by First Jersey (defendant), had agreed in its underwriting agreement to indemnify First Jersey against any resulting securities liability. Investors sued under § 11 of the Securities Act of 1933; ITB settled out of court, and the district court entered a bar order shielding ITB from further judgment while applying the proportionate judgment reduction rule, under which any judgment against non-settling First Jersey would be limited to First Jersey's own proportional share of liability. First Jersey appealed, arguing the bar order improperly cut off both its contribution rights and its right to enforce the separate indemnification agreement against ITB.